Howden's Overnight Raid: What it Means for US Insurance Broking
In the largest coordinated talent raid of 2025, Howden hired approximately 200 Brown & Brown employees overnight on December 18-19, targeting the legacy Hays Companies employee benefits operation and marking a dramatic escalation in the broker's aggressive US expansion strategy. The move follows Howden's failed $10 billion acquisition of Risk Strategies Company earlier in the year and represents a direct challenge to Brown & Brown's strategic employee benefits franchise. With Hays Companies founder Jim Hays now serving as Howden's Vice Chairman, the raid strikes at the heart of Brown & Brown's 2018 acquisition that was once its largest deal in 75 years. Brown & Brown has convened an emergency all-employee town hall and warned of strict contract enforcement, signaling likely litigation to add to the six lawsuits Howden already faces from Marsh, Aon, and WTW.
The Overnight Blitz That Took 200 Professionals
The coordinated action unfolded on Thursday night, December 18, 2025, when approximately 200 employees resigned simultaneously from Brown & Brown to join Howden. Industry publication The Insurer characterized it as a "Hays-linked employee benefits blitz," with the departures concentrated in teams that originated from the Hays Companies franchise, the Minneapolis-based brokerage that Brown & Brown acquired for $705 million in November 2018.
The timing and execution mirror Howden's earlier raid pattern. In July 2025, ninety Marsh employees resigned on a single day (July 21) with some business units seeing every single employee depart. That coordinated exit cost Marsh at least eight major clients and "millions of dollars in lost revenue," according to court filings.
Several factors made this raid particularly strategic. Jim Hays, who founded Hays Companies in 1994 and grew it into the 22nd-largest US broker before selling to Brown & Brown, now serves as Vice Chairman of Howden Group Holdings. He resigned from Brown & Brown's board of directors "effective immediately" in August 2025 when Howden announced its US retail launch. His deep relationships with former colleagues and institutional knowledge of the employee benefits operation created an unprecedented inside track for targeted recruitment.
Howden's US platform had already secured approximately 200 broker-of-record mandates since its July launch, according to exclusive reporting by The Insurer just two days before the Brown & Brown raid, suggesting strong momentum in converting hired talent into client wins.
Brown & Brown Fights Back With Legal Warnings
Brown & Brown responded swiftly to the overnight departures. The Daytona Beach-headquartered company convened an all-employee town hall following the raid, during which management warned remaining staff that "contractual obligations would be strictly enforced." This language signals likely litigation, though no lawsuit had been publicly filed as of December 20, 2025.
The company's response capabilities rest on a strong financial foundation: $675 million in cash at year-end 2024, a $550 million revolving credit facility, and historically low employee turnover of approximately 8% versus the industry average of 15-20%. Recent leadership appointments include Steve Hearn as President of the Retail segment and multiple regional leadership hires, suggesting the company was already focused on organizational strengthening.
However, Brown & Brown's track record enforcing restrictive covenants shows mixed results. In Brown & Brown Inc. v. Johnson (2015), a New York court found Florida choice-of-law provisions "truly obnoxious" to New York public policy and declined to enforce a non-solicitation covenant. In Brown & Brown, Inc. v. Mudron (Illinois), a covenant was deemed unenforceable for lack of adequate consideration. These precedents could complicate enforcement efforts, particularly for employees in states with stronger employee mobility protections.
Analyst sentiment had already been softening before the raid news. In November 2025, Barclays cut its price target from $102 to $84, Morgan Stanley dropped to $85 from $95, and Goldman Sachs lowered to $90 from $105. The stock traded near the bottom of its 52-week range at approximately $78-80.
Howden's Talent-Led US Strategy Emerged From Failed M&A
Howden's aggressive talent acquisition strategy represents a deliberate pivot from its original US entry plan. The UK-based broker pursued acquisition of Risk Strategies' parent company Accession for approximately $10 billion in late 2024 and early 2025. When those talks collapsed in March 2025, Brown & Brown ultimately acquired Accession for $9.825 billion in June 2025, a deal that directly blocked Howden's preferred path into the US retail market.
The shift to a "talent-led market entry strategy" leverages Howden's distinctive ownership model. The company is 34% employee-owned with over 5,300 employee shareholders, and its private equity backers (General Atlantic, CDPQ, and Hg Capital) have signed clauses preventing sale to a strategic competitor. This "forever ownership" structure allows Howden to pitch itself as a permanent home for talent fleeing consolidation at publicly traded peers.
The numbers support the growth thesis. Howden's revenue grew from £535 million in 2017 to £3.01 billion in 2024, a 40% compound annual growth rate over four years. Organic growth hit 15% in fiscal 2024, and the company completed 65 strategic acquisitions during the year. Enterprise value has climbed from approximately $2.5 billion in 2017 to approaching £20 billion ($25 billion) today, making it the tenth-largest global broker.
Six Lawsuits and Counting From Raided Competitors
Howden faces a mounting legal docket from its hiring spree. The litigation landscape includes:
PlaintiffCourtKey AllegationsMarsh USAS.D.N.Y.100+ Florida employees poached in coordinated conspiracy; breach of non-compete/non-solicitationMarsh USADelaware ChanceryMisuse of confidential information; client poachingAonS.D.N.Y.45+ employees departed since September 2025; document theft allegedWTWUS courtEmployee contract breachesAon (UK)London High CourtCoordinated employee theft in Brazil and Europe
The Marsh complaint is particularly detailed, naming CEO Mike Parrish and executives Giselle Lugones, Robert Lynn, and Julie Layton as defendants. The lawsuit alleges employees received job offers "without applying or interviewing" and that in some groups "every single employee resigned" on the same day.
Howden's litigation exposure has precedent. In October 2023, the company settled with Guy Carpenter for what sources describe as over $70 million, the largest poaching settlement in London market history. That case involved 38 employees who departed for Howden Tiger, including European CEO Massimo Reina, who admitted to deleting messages and call records. Howden issued a formal apology acknowledging it had "engaged in unlawful recruitment" with executives expressing "regret for the actions they have taken."
Court documents from multiple cases note that Howden has a "track record of arranging team moves," with judges observing that the company appears to treat damages as a cost of recruitment.
Hays Companies Represented Brown & Brown's Biggest Bet
The strategic significance of the targeted employee benefits teams stems from the Hays Companies acquisition history. When Brown & Brown announced the deal on October 22, 2018, it represented the largest acquisition in the company's 75+ year history. The $705 million transaction included $605 million cash, $100 million in stock, and up to $25 million in earnouts.
Hays Companies brought approximately $200 million in annualized revenue, over 700 professionals, and 32 locations across 21 states, with particular strength in the Upper Midwest. The firm was the largest independent broker of business insurance and employee benefits in that region. Jim Hays became Vice Chairman of Brown & Brown and joined its board, while President Mike Egan became a Regional President in Brown & Brown Retail.
Jim Hays founded the company in 1994 after leaving Aon Corp. in Chicago, growing it over 24 years into a top-25 US broker. His departure to join Howden in August 2025 (with immediate resignation from Brown & Brown's board) created the conditions for targeted recruitment of his former organization.
Employee benefits is Brown & Brown's fastest-growing specialty, with 7-9% rate increases reported in 2024 contributing to the Retail segment's organic growth. The segment encompasses benefit design, financial analytics, pharmacy benefits, employer stop loss, and private equity M&A support services. Losing 200 professionals concentrated in this specialty represents a significant capability and revenue threat.
Industry Consolidation Creates Conditions for Talent Wars
The Howden-Brown & Brown conflict unfolds against a backdrop of unprecedented consolidation. The industry processed 633 M&A transactions through November 2024, with mega-deals reshaping the competitive landscape:
Aon acquired NFP for $13.4 billion (April 2024)
Gallagher agreed to acquire AssuredPartners for $13.5 billion (August 2025)
Marsh McLennan acquired McGriff for $7.75 billion (November 2024)
Brown & Brown acquired Accession/Risk Strategies for $9.83 billion (2025)
Private equity dominates deal flow, with PE-backed buyers accounting for 73.5% of 2024 transactions, up from 59.3% in 2019. The top 10 buyers now command 54% market share, compared to 44% in 2020. Valuations remain elevated at approximately 11.6x EBITDA, about 19% above the 10-year historical average.
Team lifts have emerged as an alternative growth strategy delivering internal rates of return well in excess of 20%, according to industry analysis by Insurance Insider. Firms using frequent team lifts report above-average organic growth despite associated litigation costs. The economics work because roughly 95% of broker poaching suits settle before trial, with settlements typically ranging 1x-3x the revenue of disputed business.
The broader talent shortage intensifies competition for experienced professionals. Sixty-nine percent of brokers identify attracting and retaining talent as their top challenge, while 55% of financial services executives cite talent acquisition as their biggest risk to growth goals. Professionals with 5-7 years of experience command the highest demand.
Legal Landscape Tilts Toward Employee Mobility
The regulatory environment increasingly favors employee movement. The FTC approved a rule banning most non-compete agreements in April 2024, though a Texas federal court struck it down in August 2024, ruling the agency lacked statutory authority. The Trump administration filed for a 120-day stay of the appeal in February 2025, effectively shelving the rule.
Even without federal action, state-level reforms continue. California's SB 699 (2024) makes non-compete contracts void regardless of where signed. Minnesota enacted a ban in 2023. North Dakota and Oklahoma also prohibit non-competes. These jurisdictions create safe harbors for recruited employees to relocate.
Critically, non-solicitation agreements remain the primary protection tool in insurance brokerage, and these are unaffected by non-compete bans. Industry executives emphasize that protecting the book of business through non-solicits matters more than restricting where employees can work. As one CEO noted: "The thing I really need to protect is the book of business, and the non-solicit is a lot more important."
Courts continue to grant "springboard injunctions" preventing defendants from benefiting during policy renewal cycles, but outcomes vary significantly by jurisdiction. Florida applies moderate enforcement standards presuming agreements reasonable if under six months but unreasonable if exceeding two years. Illinois takes a "totality of circumstances" approach that has found insurance broker non-competes too broad. Texas and Missouri generally enforce reasonable agreements.
Team Moves Carry Integration and Reputation Risks
Despite attractive financial returns, large-scale team acquisitions present documented challenges. The producer-focused models fostered by frequent team lifts can create cultural friction with existing staff, particularly when compensation structures differ. Integration difficulties can restrict future exit options. Large corporate acquirers with institutional cultures are unlikely to successfully absorb team-franchise assets.
For multi-billion-dollar brokers, team lifts struggle to "move the needle" compared to M&A transactions that provide immediate revenue control with relatively lower uncertainty. Team acquisitions carry wildcard risk around how much business actually transfers and whether temporary restraining orders will be granted. Client retention rates in team moves average 84% industry-wide, with top performers achieving 93-95%.
Reputation risk compounds over time. Extended litigation generates press coverage that damages firm perception and creates management distraction. The Guy Carpenter settlement required Howden to issue a formal public apology acknowledging "unlawful recruitment," language that now appears in court filings against the company as evidence of pattern behavior.
Team lifts are also more cash-consumptive than M&A. The upfront compensation costs contrast with deferred payment structures common in acquisitions, making the strategy less attractive for highly leveraged PE-backed brokers. Howden's substantial capital base (£5 billion invested over the past three years including a February 2024 $5 billion refinancing) enables sustained talent investment that smaller competitors cannot match.
Employee Benefits Emerges as Strategic Battleground
The global employee benefits broker market is valued at $45.69 billion in 2024 and projected to reach $78.21 billion by 2034, representing a 5.5% compound annual growth rate. The US market specifically totals $10.97 billion with similar growth trajectory. Healthcare insurance represents the largest segment at 31.5% of revenue, while retirement savings plans show the fastest growth.
Consolidation is driving innovation in service models and fee structures. Data-driven insights, benchmarking capabilities, and hyper-personalization of benefits packages are emerging as competitive differentiators. The largest brokers (Aon, Marsh, WTW, Gallagher, Hub, USI, Lockton, Brown & Brown, and OneDigital) compete intensively for corporate accounts seeking sophisticated benefits consulting.
The Hays Companies legacy within Brown & Brown represented a concentrated specialty capability. The firm's Upper Midwest dominance in employee benefits, combined with Jim Hays's 24 years of relationship development, created exactly the kind of franchise that Howden's talent-led strategy targets: established client relationships serviced by experienced professionals who can be recruited as a cohesive unit.
What This Signals for Distribution Power and Market Dynamics
The Howden raids crystallize several structural shifts in insurance distribution. First, human capital has become the primary competitive asset in professional services firms. Unlike manufacturing or technology companies with defensible intellectual property, brokerages depend on relationship-driven producers whose client connections travel with them.
Second, private ownership models enable aggressive strategies that public companies cannot match. Howden's "forever ownership" structure, employee shareholder program, and PE backing combine patient capital with growth incentives. Public brokers face quarterly earnings pressure and shareholder scrutiny that constrain bold talent investments.
Third, carrier relationships flow through producers. When 200 professionals depart simultaneously, they carry market access, coverage expertise, and renewal knowledge that shifts business away from the former employer. The approximately 200 broker-of-record wins Howden secured in six months demonstrate how quickly client relationships can transfer.
Fourth, regulatory fragmentation creates arbitrage opportunities. California's ban on non-competes, Minnesota's new restrictions, and varying enforcement standards across jurisdictions mean that carefully structured team moves can minimize legal exposure while maximizing talent acquisition.
The sustainability of this strategy depends on continued capital availability, tolerance for litigation costs, and integration execution. Howden's stated goal of reaching £10 billion in revenue and 40,000 employees by 2030 implies continued aggressive expansion. With US operations already representing over 25% of group revenue and the world's largest insurance market still relatively unconsolidated, the Brown & Brown raid likely represents an acceleration rather than a culmination.
The Takeaway
The Howden raid on Brown & Brown represents the most significant talent acquisition event in US insurance broking in 2025 and signals intensifying competition for human capital in a consolidating industry. The involvement of Jim Hays (founder of the very operation being targeted) creates unique dynamics unlikely to be replicated but illustrates how executive mobility can reshape competitive landscapes.
For Brown & Brown, the immediate challenge is client retention and legal strategy while rebuilding employee benefits capability. For Howden, the priority is integrating 200 professionals while managing a growing litigation docket and maintaining the cultural proposition that attracts talent. For the broader industry, the episode demonstrates that team acquisitions have become a permanent feature of competitive strategy, with legal costs absorbed as a recruitment expense and settlements viewed as transaction costs rather than deterrents.
The insurance brokerage industry's fundamental dependence on human relationships (between brokers and clients, between producers and carriers) ensures that talent wars will remain central to competitive dynamics. Firms that can combine compelling ownership structures, growth capital, and operational excellence will continue to attract professionals seeking alternatives to public company constraints. The question is whether the resulting disruption creates lasting value or simply redistributes existing relationships at escalating cost.
Fabio Faschi is an InsureTech leader, Chief Revenue Officer at PolicyBound and Board Member of the Young Risk Professionals New York City chapter with over a decade of experience in the insurance industry. He has built and scaled over a dozen national brokerages and SaaS-driven insurance platforms. Fabio's expertise has been featured in publications like Forbes, Consumer Affairs, Realtor.com, Apartment Therapy, SFGATE, Bankrate, and Lifehacker.
